License and Transfer Agreement |
12 Months Ended |
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Dec. 31, 2017 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| License and Transfer Agreement |
License and Transfer Agreement
In April 2016, the Company entered into a license and transfer agreement (the “Original Agreement”) with Enumeral Biomedical Holdings, Inc. (“Enumeral”), pursuant to which the Company acquired a non-exclusive worldwide license to use specified patent rights and know-how owned by Enumeral to research, develop and market fusion proteins. As contemplated by the terms of the Original Agreement, the Company entered into a definitive license and transfer agreement (the “Definitive Agreement”) with Enumeral on June 6, 2016, to expand the scope of the Company’s option to license additional antibodies from Enumeral. Under the Definitive Agreement, Enumeral granted Pieris options to license two additional undisclosed Enumeral antibodies (each, a “Subsequent Option”). The Subsequent Options expired unexercised on May 31, 2017.
Under the terms of the Original Agreement, the Company agreed to pay Enumeral an upfront license fee of $250 thousand upon signing in April 2016 and subsequently elected to pay a $750 thousand maintenance fee in May 2016. All amounts paid pursuant to the Original Agreement were recorded as research and development expense in the period they were incurred. No license or maintenance fees were incurred for the year ended December 31, 2017.
On January 29, 2018, Enumeral filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the Bankruptcy Court for the District of Massachusetts (the “Bankruptcy Court”). Enumeral continues to operate its business as a debtor in possession under the jurisdiction of the Bankruptcy Court.
Prior to and in contemplation of its bankruptcy filing, on January 26, 2018, Enumeral entered into an Asset Purchase Agreement (the “Purchase Agreement”) with XOMA US LLC. The Purchase Agreement contemplates that Enumeral will sell specified assets of its PD-1 antibody program, including without limitation, all of its rights under the Definitive License Agreement (collectively, the “PD-1 Assets”). The Bankruptcy Court approved a process pursuant to which Enumeral will solicit higher or better offers for the PD-1 Assets and conduct an auction process to determine the ultimate purchaser. The process contemplates that the winning bidder will purchase the PD-I Assets, including the Definitive License Agreement, with the sale contemplated to close in early April 2018. We will have an opportunity to vet the proposed purchaser to ensure that they (i) can continue to perform Enumeral’s obligations under the Definitive License Agreement, and (ii) will not interfere with our use of the rights we currently enjoy under the Definitive License Agreement.
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